Transformers Prime: Shockwave's Revenge
by Kingstriker
Summary: When Megatron brings Shockwave to the Nemesis, Soundwave and Starscream realize Shockwave is out for revenge on them. Soon, all havoc will break loose!
1. Chapter 1: Return

Shockwave's Revenge

Chapter 1: Return

On the Nemesis, Soundwave was in the main control room analyzing data. He loved doing a lot of work as it kept him busy. Of course there was always Starscream's bickering, Knock Out's humming, Breakdown's accidental banging and Megatron's yelling. But, there was one bot Soundwave thought was actually sane. Dreadwing. He and Soundwave often talked about past events and always had a laugh now and then. While Soundwave was very loyal to Megatron, Soundwave found Megatron rather, annoying sometimes. He remembered one time he couldn't get any sleep when Megatron yelled loudly about how the Autobots always ruin his plans. Soundwave was very tired the next day and attacked Breakdown just for passing by in the hallway and accidently running into him. Whenever Soundwave saw Starscream, Knock Out and Breakdown together, he called them the Idiotic Trio. That was his nickname for them since they always argued, fought or even just talked a lot of nonsense. As Soundwave was about to hum one of his favorite songs, Megatron came in smirking.

"Ah, Soundwave, good to see you working hard!" Megatron said walking up to him.

Soundwave, loyal as ever, kept typing but was secretly happy. It didn't last long.

"I have a new recruit, he says you, him and Starscream a little...history." Megatron said.

Soundwave's typing speed slowed down as his talons begin clawing the buttons. He knew exactly who he was talking about. Megatron stepped closer, then to the side revealing someone.

"Soundwave, I would like to introduce you to Shockwave." Megatron said.

Soundwave slowly turned around to see the mech. Shockwave stared back at him with his only optic. Lights from the computer screens shone on Shockwave's razor sharp claws that gleamed with pride. Soundwave was furious. For the first time ever, he had lost a little bit of loyalty to Megatron.

"Shockwave is here to help out with syping, research and mabye even a little bit of medical duties." Megatron said. "...shake hands"

If Shockwave had a mouth, he would be deviously grinning. He walked towards Soundwave. Soundwave knew he couldn't disobey Megatron so he raised his hand to shake. Shockwave hesitated too but soon both hands connected and shoke. But Shockwave put a bit more force into it. Soundwave's hand was no match for Shockwave's bigger hand.

"Now then Shockwave, I will show you around, Soundwave keep working!" Megatron ordered and walked Shockwave away.

Soundwave growled. Sometimes he wished the Autobots would have came and destroyed Shockwave. But that probably would never happen. Soundwave knew why Shockwave was mad at him and Starscream. It was all because of a few events in the past when they were little kids. Later, Megatron had finished showing Shockwave everywhere on the ship. Shockwave wasn't given any orders for the day so he plopped onto his berth to read. He laughed at the thought that he was going to have revenge soon. He planned on torturing Soundwave and the others till they feel like killing themselves. Many people say Shockwave goes to far with devious plans. But that's what Shockwave wants. Later again, Starscream was walking down a hallway heading back to his room after checking up on maintenance. He happen to turn one cormer and there was Shockwave right in his face. Shockwave was leaning on the wall with one hand curled on his hips and the other one on the wall supporting his balance.

"Hello Starscream!" Shockwave said squinting his one optic.

"Shockwave? What are you doing here?" Starscream asked horrified.

"Working! It's been awhile!" Shockwave said.

"It has...oh scrap!" Starscream said remembering everything.

"Yes, the pranks, the pain, the humiliation, the torture!" Shockwave said looking down at the claws on his hips. "How could you forget that?"

Starscream begin to back away. Shockwave began coming closer.

"Stay away from me!" Starscream warned holding his claws in front of him for defense.

"Why? Megatron isn't around!" Shockwave said continuing to come closer.

Starscream turned around and began to run for his life. He didn't scream like most people do when they run from somebody but at times he yelled "help". Starscream kept running until he reached his room. He slammed the door shut and locked it. He heard a voice from outside.

"You have to come out at some point screamer!" Shockwave said and left. But not before kicking the door making a dent.

Starscream was actually in a corner of his room sucking on his thumb while curled up in a ball. Shockwave was pleased.

"This is going to be fun!"

_**To be continued...**_


	2. Chapter 2: Dominance

Chapter 2: Dominance

The rest of the day, Starscream refused to come out of his room. Unless Megatron told him to. But he never did. Starscream was still huddled in the corner of his room. He was thinking back to their kid times.

"Oh man! Why did we do that to him?" Starscream thought. "We were just kids!"

Starscream was shaken from his thoughts when someone knocked on his door. Starscream crept towards his door and looked through the little window of the door to see Knock Out.

"What do you want?" Starscream said from behind the door.

"Megatron needs you in the main control room." Knock Out said.

"Uh, okay!" Starscream said hesitately.

He quickly opened the door and walked right up to Knock Out. Knock Out gave him a funny look.

"Uh Starscream why do you look so worried?" he asked.

"One name...Shockwave." Starscream whispered.

"Wait, why are you...oh scrap...he's still angry isn't he?" Knock Out smirked.

"Oh you have no idea!" Starscream said. "Please stay with me till I reach the main control room."

"Fine let's go!" Knock Out rolled his optics and the duo begin to walk.

So far there was no sign of Shockwave. Starscream was relieved. All they saw were drones. As they reached the control room, Starscream's relief reversed to horror when Shockwave was seen in there talking to Megatron. Shockwave turned to them and squinted his optic. Knock Out was nearly as surprised as Starscream was.

"Ah, Starscream. About time you arrived." Megatron said turning around.

"Sorry, it was probably the heels." Starscream lied looking over at Shockwave who was innocently tapping his claws together.

"Well then I need you to check up on Soundwave and see what info he has gathered. I would call him here myself but I wouldn't want to disturb him." Megatron said turning back around. "Go on!"

Starscream bowed quickly and actually ran towards the door without even taking a look back at Shockwave. Shockwave went over to Megatron.

"Don't worry Shockwave, I haven't forgot. After all...I was there!" Megatron grinned.

Starscream ran all the way to Soundwave's location and saw him still typing on a computer. Other drones were there too. Starscream crept over to Soundwave slowly.

"Soundwave, you okay?" Starscream asked.

Soundwave nodded but didn't look at him. Starscream came beside him.

"So, Megatron wanted me to gather how much data you collected." Starscream said folding his hands behind his back.

Soundwave turned to him and showed a video on his face-plate screen of Shockwave gripping Soundwave's hand hard from earlier. Soundwave was trying to tell Starscream that he has had Shockwave on his mind for a long time, too long to think about work.

"Oh I see!" Starscream said worried. "I'm concerned too!"

For the first time, Starscream actually cared for Soundwave. He put a clawed servo on Soundwave's shoulder. Soundwave tensed at first but gave in to it.

"We were kids, we were troublemakers. But, I guess we went too far!" Starscream said sadly and Soundwave nodded.

Suddenly the room doors opened revealing Shockwave. He pointed at all the drones, then at the door. The drones ran out quickly realizing what was going to happen. Starscream and Soundwave continued to not look at Shockwave as he came towards them. Starscream however, was too afraid to just guess what was going to happen. So, he spun quickly around holding his claws out again in defense.

"Shockwave, I'm warning you, stay away!" Starscream said.

Shockwave stopped right at Starscream's feet and just stared at the seeker. Starscream couldn't help but stare into the optic. Shockwave didn't say a word but he quickly looked down at Starscream's claws, then back at the seeker's face while squinting his optic. Starscream was shaken a bit at Shockwave's death stare. Finally, Shockwave spoke.

"If you're looking to start something right now, START IT!" Shockwave yelled leaning into Starscream's face making Starscream lean back. Shockwave balled his claws into fists.

"I don't want any trouble!" Starscream said realizing he couldn't back up as Soundwave was behind him.

"YOU WILL IF YOU DON'T GET OUT OF HERE!" Shockwave said opening his fists, making his claws make a sharp sound.

Starscream didn't need to be told twice. He ran around Shockwave and raced out the room leaving Shockwave and Soundwave alone.

"So, Soundwave, I heard you seem to be considered Megatron's friend." Shockwave said slowly coming behind him.

As much as Soundwave wanted to curse him out right now he continued to research. Shockwave trailed two claws up Soundwave's back to his shoulders and kept them there. Soundwave tensed up even more as Shockwave dug a bit into his shoulders. Shockwave moved his head right beside Soundwave's.

"You look tense, how about a massage?" Shockwave said and actually began to massage him.

Soundwave thought Shockwave was actually being nice to him. That changed when Shockwave took his left hand claws and stabbed Soundwave right in the back! Soundwave felt a blast of pain go through his whole body. Soundwave whimpered as he bent forward onto the computer. He clawed the sides of the computer as Shockwave's claws went down his back digging into the metal. As much as Soundwave didn't like talking he let out a few words.

"...STOP...PLEASE...STOP!" Soundwave said through whimpers.

Instead, Shockwave dug deeper in and wrapped his other arm around Soundwave keeping him from getting away. Soundwave couldn't deploy Lazerbeak as he was squished between Soundwave and the computer. Shockwave put his head back beside Soundwave's.

"Listen up Soundwave, while I'm here, you are going to go through a lot of hell. You and Starscream are going to pay for mistreating me as a kid. I am going to make you feel the same way I did. You will feel pain, experience humiliation, and face my wrath! If you ever try to stop me, or tell Megatron about this, Primus help me I will RIP OUT YOUR SPARK! What you don't realize is that I have became way more tougher than you will ever be. Heck, people say I could take on Megatron and kill him if I wanted to, but NO! I will become Megatron's most loyal servant. There's only room for ONE "wave" on this ship. AND IT WILL BE ME! GOT IT?" Shockwave finished as he waited for an answer.

Soundwave weakly nodded and whimpered some more.

"I thought so!" Shockwave drops Soundwave onto the floor. Soundwave couldn't get up as he was too weak to do so.

Just then, Breakdown came in confused.

"I heard a bang, something wrong-SOUNDWAVE WHAT HAPPENED?" Breakdown ran over to Soundwave and gently picked him up.

"Shockwave what happened?" Breakdown asked.

"I was giving Soundwave a little massage because he looked tense and I accidently dug in too hard!" Shockwave acted out.

"Man, I'm really glad I don't have claws!" Breakdown said carrying Soundwave to the med bay!"

Soundwave looked at Shockwave who was taunting him. Little did Shockwave know, Soundwave began to play to Breakdown everything Shockwave said. Breakdown was shocked. He just had to tell Knock Out. About an hour later, Starscream came to the med bay to check up on the drones but was shocked to see Soundwave there. Knock Out was already working on him as Starscream ran to him.

"Soundwave what happened?" Starscream said in disbelief.

"It was Shockwave!" Knock Out whispered.

"AAAARRRGGGHHH!" Starscream growled clenching his fists. "ALRIGHT THAT DOES IT, I'M GONNA TEACH THAT PUNK A LESSON!"

"STARSCREAM DON'T BE A FOOL!" Breakdown yelled.

But it was too late, Starscream charged back towards the room where the incident took place but saw no sign of Shockwave. He growled loudly.

"SHOCKWAVE!"

_**To be continued...**_


	3. Chapter 3: Pain

Chapter 3: Pain

Starscream's anger levels were rising to a level he wouldn't even get with Megatron. He felt Megatron's version of anger. He took off running towards the main control room. All the drones in the hallways didn't even look at him. He stormed all the way to the main control room and shoved the doors open. Starscream's arrival scared many drones and some backed away. Megatron was actually surprised and swung the chair he was in around. Starscream then growled even more when he saw Shockwave right next to Megatron.

"YOU FRAGGING GLITCH!" Starscream yelled charging Shockwave with his claws outstretched.

Shockwave saw Starscream coming and growled too. Starscream lunged at him first but Shockwave bent down and lunged at Starscream's waist and pushes him into Megatron's chair. Megatron jumps out just in time as Starscream bangs into it breaking it. Starscream quickly recovers and punches Shockwave into a computer destroying it. Shockwave came back and clawed Starscream in the chest. Starscream air-kicks Shockwave in the chest knocking him back. Then both charged each other holding a fist ready to punch each other. It looked just like the end of the Transformers Prime opening. In a loud bang of metal, both mech's fist collided with each other's face hard knocking them both on the ground. The noise made all the drones wince in horror. Megatron even had to wince. They all thought the fighters had knocked each other out cold. But after about 5 more seconds, the winner woke up...Shockwave. He opened his optic and rubbed his head.

"OW!" Shockwave said getting up.

He looked at Starscream who was now out cold. He growled and tried to run at the mech again but he was held back by 4 drones. His growling was silenced by Megatron's voice.

"Shockwave!" Megatron boomed coming over to the mech.

Shockwave was freed from the drones and was now facing his master.

"Shockwave what was all that about?" Megatron said bending down to the mech.

"I'm sorry sir, he came at me, what was I supposed to do?" Shockwave said worried he was going to get his aft kicked.

"Look at the mess you and Starscream made!" Megatron said looking around.

Shockwave saw that Megatron's chair was damaged, a few computers were destroyed and some just had dents and cracks. Little puddles of energon lay near both brawlers. Shockwave looked embarrased.

"Shockwave, I may not know why Starscream attacked you, but I believe punishment has already been given to him. However, I am ordering you to fix everything you broke after you go for repairs." Megatron said and called Knock Out. "Knock Out, looks like you got 2 new patients." Megatron said recieving a groan from Knock Out.

Later in the med bay, Knock Out had finished with Soundwave and now had to work on Starscream and Shockwave. Soundwave was shocked to see their condition. Shockwave was refusing to talk at all.

"WHAT DID YOU DO?" Soundwave sneered and slowly walked over to him.

Shockwave just looked at him, growled, and turned away crossing his arms. Soundwave shook with anger. Just as he was about to lunge at him he was blocked by Breakdown.

"Come on Soundwave, leave him alone for awhile. If you feel like talking, talk to me!" Breakdown said escorting Soundwave out. But not before Soundwave turned his head back to Shockwave who was staring back with a squinted optic. Soundwave showed a fake video of him decapitating Shockwave. Shockwave flipped him off with his middle claw twinkling at the sharp end. That night, Shockwave was forced to spend the night there with Starscream. Starscream, surprisingly, woke up a few minutes ago. He and Shockwave didn't look at each other. It was silent. Their beds were separated by another bed. Starscream was facing a wall nearbye with his back turned to Shockwave who was facing him but was looking down. Shockwave was thinking about the last time he was picked on by the two seekers.

**_Cybertron...many years ago..._**

In the city of Iacon, there was a little park that was famous for having many cybertronians visit and play at. It was one of the largest parks on the planet. A little 5 year old, one-opticed bot walked around scared. It was his first day actually visiting the park. Some of his friends encouraged him to visit the park and he had agreed. He knew many people that many years later would become his allies and enemies. He was good friends with Knock Out and Breakdown who often fought over which one Shockwave should play with. Shockwave was even once friends with Bumblebee and Cliffjumper and even had a little crush on Arcee. Shockwave wasn't as strong, buff or even as smart as he is now, but he knew how to handle himself in a fight. There were two people that often picked on him. They were Starscream and Soundwave. Starscream was actually the main bully while Soundwave was considered Starscream's "assistant bully". They have picked on him since he was 3 and reasons for picking on him included Shockwave having one eye, having big antenna's, and for just being simply weak. They were the type of bullies that would beat up their victim if they stood up to them. Shockwave wished he wasn't a coward, he wished he could teach them a lesson. That day though he did, but not in a way he expected. Shockwave was just getting on the swings. He seemed to be in a good mood. It didn't last long when after just 5 times going up, he felt his swing suddenly stop back in starting position. Shockwave found himself seeing Starscream and Soundwave. Shockwave's one optic widened.

"Oh no!" Shockwave said.

"Well, well, well if it isn't the one eyed weakling." Starscream evily laughed with Soundwave laughing too.

"Why can't you guys leave me alone?" Shockwave said very scared.

"Why would we?" Starscream said. "Now then, GET OFF THE SWINGS!" He demanded.

Shockwave tried his best to be brave. He shook his head making the two seekers angry.

"What do you mean No? GET OFF BEFORE I RIP THOSE ANTENNA'S OFF!" Starscream snarled as his claws extended out a bit more.

"Leave me alone!" Shockwave simply said.

Starscream clenched his fists. Then looked at Soundwave.

"Soundwave, if you would please!" Starscream said trying to stay cool.

Soundwave nodded and went behind Shockwave and shoved him to the ground. Shockwave tried to get up but was grabbed by his antenna's and pulled up by Starscream. He looked at Starscream's evil stare.

"You think you're so tough? We'll show you tough!" Starscream said shoving him into one of the poles that supported the swings.

Shockwave watched helplessly as the two seekers advanced on him. Shockwave looked past them to see Orian Pax (Optimus Prime) walking past where they were at. Orian looked at him worriedly. He could see Shockwave needed help. He took off running leaving Shockwave in disbelief. Shockwave wasn't going to let them just beat on him. It would have been their first time wanting to beat him up. Shockwave growled and put up his fists surprising the seekers.

"Look here Soundwave, looks like we got ourselves a fighter!" Starscream sneered. Soundwave just nodded.

Starscream took a swing at Shockwave but Shockwave blocked it. Soundwave took a swing too but his attack was blocked. Shockwave kept his fists near his face and realized this may take awhile. Starscream swung again but actually tricked Shockwave by stopping his fist and taking his right arm and clawing Shockwave in the chest. Shockwave groaned but recovered just in time as Soundwave came and swung at him. Shockwave ducked and punched Soundwave in the chest knocking him back. Distracted, Shockwave was kicked in his chest by Starscream nearly bringing him to his knees. Then, Starscream punched Shockwave in the face, kneed him in the stomach, then elbowed him to the ground. To add insult to injury, he kicked Shockwave in his side rolling him into someone. That someone was Megatronus. Starscream and Soundwave looked in horror at the mech in front of them. Megatronus stared back at them angrily. Orian Pax was also nearbye watching. It turned out Orian went to get Megatronus.

Shockwave hadn't noticed the future gladiator yet. Starscream and Soundwave backed up as Megatronus took a step forward.

"Uh, Soundwave, mabye we should go!" Starscream said to Soundwave who was shaking nervously. Forgetting to transform, they run away.

Shockwave was still trying to get up. He growled.

"One day, you two will pay. One day, I will be stronger than you will ever be. And I will get my revenge. That's a promise!" Shockwave said as his spark filled with rage. Then he was helped up. Shockwave's one optic stared in awe at the mech.

"Who are you?" Shockwave asked.

"I am Megatronus, I've seen those two picking on you all the time. I have to admit, you've got some good skills. But two against one is something you can not handle. You look more of a scientist." Megatronus said grinning.

"Well, I do have an interest in science." Shockwave said.

"Tell you what, how about I help you become tougher." Megatronus offered.

"Really? You would?" Shockwave's one optic beamed. "Why?"

"Well, this may be out of my personality, but I never liked the way they treated you. Those two need to learn a lesson." Megatronus said. "I am tired of their old pranks and bullying." he added as he began to circle Shockwave.

"Ah, I see exactly what parts of you could use more...modifying." Megatronus said smirking. "Come with me...you too Orian."

The next day, Starscream and Soundwave were walking around their neighborhood. They looked mad.

"That Shockwave got lucky!" Starscream said. "No one tries to fight us and get away with it!" he added as Soundwave just nodded.

Just then they heard a voice from behind.

"Hello, seekers!" the voice said. The seekers knew exactly who that voice belonged to.

"Shockwave, what a nice surprise, ready for-AAHH!" Starscream yelled as he and Soundwave saw the new and improved Shockwave.

Shockwave was now more buff and looked stronger and more menacing. Shockwave altered what Starscream was going to say.

"Your merciless beating? Yes I'm ready to give you one!" Shockwave said and lunged at them.

Scared for their lives, the seekers transformed and took off, never to be seen again. Even during the war, Shockwave never actually got a chance to see them. Except mabye during some decepticon meetings, but after that, Shockwave and others were ordered to stay behind on Cybertron or investigate other planets for resources. Shockwave never got to plan his revenge...until now.

**_Present..._**

Shockwave had finished thinking about his past just in time to see Starscream facing him but looking away. Shockwave still didn't say a word. But Starscream did.

"Shockwave?" Starscream began.

Shockwave studdered at first but responded.

"What?" he growled.

"...Can we talk?" Starscream asked.

"...About what?" Shockwave asked with anger still in his voice.

"Why is revenge really that important to you right now?" Starscream asked getting off his berth.

Shockwave got of his berth and shoved the empty berth separating them away. Now they were right in front of each other.

"You want to know why? You and Soundwave always treated me like I was nothing! What was picking on me going to gain you huh? You know I actually now regret ever tearing Soundwave's back up because at least he didn't do so much to me like you did! You however, was just a punk! All I try to do is have a good day and you have to ruin it! Did I ever ruin yours? NO! But you always tried to ruin mine! Who cares that I have one eye! I'm happy! Soundwave doesn't even have a face, he's happy! You always want to get your way! But you know what, if it wasn't for us fighting at the park, I would have never met Megatron and he wouldn't have given me a more modified body. Meanwhile, he's always beating your aft up and down this ship!" Shockwave explained making Starscream wide-optic. Starscream began to look sad.

"Well, Shockwave, if I could change the past I would but-" he was cut off.

"Well you can't! It will never be changed! At least I was lucky enough to get a break when you two left town. When the war started I became more focused on that than revenge! But now that I'm here I am able to get it. In fact, I would beat the living scrap out of you right now! But I'm not because I'm tired, I'm still hurting, and I don't want to wake up everyone else." Shockwave explained.

"Oh come on! Why can't we just end this! I don't want to go on for years with this Shockwave. Can't we call a truce?" Starscream pleaded.

"NO! YOU AIN'T GETTING OUT OF THIS SO EASILY! However, I may call a truce with Soundwave. But you...NOT FOR A LONG TIME!" Shockwave said.

Starscream sighed.

"Well, I tried." He said walking back to his medical berth, got on and faced away from Shockwave.

Shockwave just stood there a few seconds shocked that Starscream didn't yell back. He walked back to his medical berth to get some sleep. Little did they know, Soundwave had heard the whole thing from outside the medical bay surprised at what he heard.

_**To be continued...**_


	4. Chapter 4: Trust

Chapter 4: Trust

Later that same night, it was about 2:00 AM. Neither Shockwave or Starscream could get any sleep. Shockwave was now sitting and curled in a ball with his arms wrapped around his legs. He sat thinking if Soundwave would ever forgive him. He probably wouldn't. He was probably plotting his own revenge. Shockwave was still furious with Starscream but still thinking why Starscream never did yell back. He was also mad that he wasn't fully repaired yet, it had to wait till morning. He just happened to take a look at Starscream and did a double-take when he saw Starscream with an energon cube.

"Starscream? Where did you get that!" he demanded turning to him.

Starscream stopped sipping and glanced at him.

"I snuck out to the energon supply room an hour ago. This my second one." Starscream said looking over at the empty cube by his berth.

Shockwave couldn't believe what he just saw. He growled.

"You expect to drink all of that one too? In front of me?" Shockwave said coming over threateningly.

"Get your own!" Starscream sneered taking another sip.

Shockwave resisted the urge to attack and just walked back to his berth. Starscream looked at him and sighed. He uncovered another full energon cube from beside him. Shockwave looked back and saw Starscream holding up the cube. Shockwave realized he was offering it to him. As much as Shockwave hated him, he walked back over, slowly took the cube and went back to his berth without a word. Until a few minutes later.

"T-t-thanks...uh...Starscream." Shockwave said in a very low tone.

"No problem!" Starscream simply said.

Shockwave slowly drunk the energon still confused on why Starscream was being nice. They were just busting each other up hours ago and now they were sharing energon. Once he finished, he took another look at Starscream who was staring at the ceiling. Shockwave layed back down and tried to get some sleep. While Shockwave may still be mad at Starscream, Starscream was going to find a way to call a truce. The next day, the two were forced to clean up the mess made in the main control room. Shockwave fixed the computers and Starscream fixed Megatron's chair. It actually took the whole morning. Megatron had ordered Soundwave to get an energon cube for both of them. Soundwave came in the room and handed one to Starscream. Instead of just simply handing one to Shockwave, he placed it on the floor and used one of his tentacles to push it over to him. Afterwards Soundwave left to go back to researching duty. Shockwave looked at Starscream confused.

"Hey, you attacked him, in fact, I think you also damaged Lazerbeak." Starscream said shrugging and chugged down his energon cube. Shockwave looked embarrased and slowly sipped his.

Megatron came in to inspect the job he assigned to them. He look pleased but refused to show it.

"Alright, I have nothing else for you to do right now...dismiss!" Megatron said as Starscream and Shockwave walked out of the room.

Once they were far enough, Starscream began to mock Megatron.

"I have nothing else for you today, blah, blah, blah!" Starscream mocked Megatron with his claws on his hips. "When I take over the decepticons, _I _will be the one telling_ him_ what to do!" he growled clenching his fists.

"You? Take over the decepticons? Please!" Shockwave rolled his optic.

"I will, I know it! I have nearly killed Megatron many times!" Starscream bragged.

"Dude, like I said last night, I can easily overpower Megatron if I wanted to, but I'm not!" Shockwave said.

"Impossible, why would Megatron modify you in a way that makes you better than him?" Starscream asked.

"Don't know! Mabye he didn't know!" Shockwave said. "Anyways, I'm going to my room, don't bug me, I'm still mad at you!" Shockwave said and began to walk faster.

Later in his room, Shockwave was reading a few data pads. He thought about what Soundwave may be planning to get back at him. Shockwave was worried. Luckily though, Soundwave wasn't allowed to just barge into his room without knocking. Soon, he recieved a knock on the door. He opened his door just a bit just in case. It was Megatron. Shockwave quickly opened the door and saluted.

"Hello Lord Megatron, how may I be of assistance?" Shockwave said bowing.

"I need you to help Soundwave analyze some data pads in his room." Megatron ordered. Shockwave's world around him exploded into pieces. But he didn't want to question his master.

"Yes sir, hehe!" Shockwave said.

As Megatron left, Shockwave walked towards Soundwave's room which was just a few doors down. He saw that the door was already open slightly. He peered in. Soundwave was sitting in a chair near his table with his back towards Shockwave. Shockwave didn't want to go back to being a coward so he sighed and pushed the door open some more.

"Soundwave, Megatron sent me to help you!" Shockwave said bravely. He even tried standing completely straight up.

Soundwave turned around and just stared at first making Shockwave's bravery shrink a bit.

"Uh, Soundwave, about what happened back there-" he was cut off as Soundwave got out of his chair and advanced towards him.

Shockwave noticed Lazerbeak was not connected to Soundwave. Instead, Lazerbeak had came behind Shockwave and slammed the door shut. Then he flew back to Soundwave's berth, but not before screeching at Shockwave.

"Uh, Soundwave?" Shockwave said trying to reach behind him and find the door panel. But only Soundwave knew the code. "Soundwave, what are you doing?" he asked as Soundwave came close to his face.

Shockwave knew this was going to hurt! Soundwave then played a recording from earlier. "_I'm still mad at you!" _a recording of Shockwave played. Then he played another. _"I'm stronger than you will ever be!" _another recording of Shockwave played. Then, very surprisingly, Soundwave played a voice recording of Starscream from many years ago. _"You think you're so tough, we'll show you tough!" _Starscream's voice played. Just then Soundwave began to pummel Shockwave where he was standing. Blow after blow landed to Shockwave's face and chest as he was beaten to the ground. Shockwave began to plead.

"OW! SOUNDWAVE! OOF! PLEASE STOP! UGH!" Shockwave pleaded through punches and kicks. Finally after 10 more seconds Soundwave stopped and picked up Shockwave and pinned him to the door. Shockwave thought it was over. He watched as Soundwave got ready to deliver the K.O. punch. Shockwave coughed and just stared at the faceless 'con. Soundwave swung and Shockwave winced...but the blow never came.

Shockwave opened his optic to see that Soundwave had stopped inches from his face. Soundwave released his grip from Shockwave, but Shockwave fell to all fours coughing and dripping a bit with energon. Shockwave, the mech that was possibly stronger than Megatron, had been beaten by Megatron's TIC. He looked up to see Soundwave towering over him.

"Soundwave please, stop!" Shockwave pleaded as his head dropped back down. His claws dug into the metal floor.

Just then his hand was grabbed and he was slowly brought up. Soundwave had picked him up and didn't attack.

"Soundwave, I don't understand!" Shockwave said. "Weren't you going to finish me? You hate me!"

Soundwave shook his head and actually spoke.

"I heard what you said about a truce, I'll accept it!" Soundwave said.

"Wait, you would? But what was all this for?" Shockwave said weakily.

"You attacked me, did you really think I was going to just let that slide?" Soundwave said.

"Well..." Shockwave trailed off as he watched Lazerbeak connect back to Soundwave.

"Now I'm warning you, if you ever hurt me or Starscream, you better hope you're good at hiding!" Soundwave warned and Shockwave quickly nodded. "Good, now let's check out these data pads!"

_**To be continued...**_


	5. Chapter 5: Relief

Chapter 5: Relief

Knock Out was back in the med bay finishing up with Starscream. Starscream told him everything that had happened so far which interested Knock Out. Breakdown however, wasn't really into it anymore. Just then, Soundwave came in carrying a now passed out Shockwave by putting his arm around Shockwave, and putting Shockwave's arm around him. Starscream, Knock Out and Breakdown were shocked.

"Soundwave what did you do?" Starscream asked seeing the beat up Shockwave.

"I got payback from him tearing my back up!" Soundwave said putting Shockwave on a medical bed. "He passed out just a few seconds ago."

"You three really need to stay away from each other. I can't keep on fixing you guys up." Knock Out said putting his claws on hips.

"Man you beat him harder than I thought!" Breakdown said.

"Come on you guys, I'll work on Shockwave later, right now lets let him rest." Knock Out said. All of them exited the room. Shockwave was laying on one of his sides and had his back towards the wall. Outside the room, Starscream and Soundwave spoke.

"Man, what a week!" Starscream said.

"Yeah, hopefully it's all over." Soundwave said.

"So, are _we_ considered victorious?" Starscream asked.

"Well, half and half! Shockwave did get his revenge in!" Soundwave said.

"So, how was that massage?" Starscream smirked.

"Shut up!" Soundwave playfully shoved Starscream.

"Whoa, whoa, hold on! I think our personalities have changed a bit. Usually, I'm giving commands, smacking drones, and possibly getting my aft handed to me by Megatron. And then there is you. You're supposed to be silent, mysterious...and not very friendly." Starscream said. "Who _are_ you?"

"Your father!"

"WHAT?"

"Kidding, but I have a life too. I may be loyal to Megatron, but even _I_ need to relax for a while. Megatron hadn't gave me many things to do this week. And now I just feel so relaxed. This must be how the Autobots feel." Soundwave said leaning against a wall.

Just then Megatron appeared at one end of the hallway. He smirked when he saw them.

"Uh, Starscream back to how we usually act. Start talking!" Soundwave whispered and tried to stay silent.

"Uh, I'm telling you, we had better movies on Cybertron than on this rotton planet." Starscream said as Megatron came closer and closer.

Soundwave played a random recording.

_"I agree!" _A recording of Megatron said from some point in the past.

At this point, Megatron was now right beind the seekers grinning.

"Starscream, Soundwave, where is Shockwave?" Megatron asked.

His voice made Starscream literally jump into Soundwave's arms like Scooby-Doo. Megatron gave him a confused look.

"Starscream, stop fooling around and answer my question!" Megatron said getting quickly annoyed.

"Uh, in the med-bay!" Starscream said. "Why?"

"Why? I need those data pads. Soundwave are they still in your room?"

Soundwave nodded.

"Then why are you not in there?" Megatron asked.

"Sorry sir, Shockwave had a little accident. He badly damaged but he should be out later today...hopefully." Starscream said tapping his claws together.

Megatron grinned. He knew them all too well.

"Don't take me for a fool Starscream!" Megatron said grabbing Starscream's head. "I know everything that went on!"

"Are we in trouble?" Starscream asked as Megatron let go.

"No, but I will see to it that Shockwave is fully funtional by the time I return to see him" Megatron said before turning his back to them. He began a long lecture about how important it is to have as much help as they could get to beat the Autobots.

Little did Megatron know, Starscream had begun mocking him. First, Starscream began repeatedly flipping him off and even putting his middle claws close to the back of Megatron's head. Then, Starscream then pretended to punch and claw Megatron. Then pretended to fire off his rockets. Finally he cursed him silently in cybertronian. As much as Soundwave was loyal to Megatron, even he had to laugh his aft off at Starscream's taunting. However, Megatron turned back around just in time to see Starscream pretending to claw him. Megatron raised an optic-brow.

"What? I'm just trying to scratch my back!" Starscream said moving his claws to his back and scratched. Megatron noticed Soundwave was twitching his head a bit trying not to laugh.

"What is your malfuntions? Have you been drinking the high-grade lately?" Megatron asked.

"No...mabye...why?" Starscream said making a grin so big not even the producers of Transformers Prime could think of it!

Megatron looked confused but walked away without another word. Once Megatron disappeared, Soundwave collasped with laughter and so did Starscream who fell on on top of him. It looked like they were wrestling but they were only laughing. Meanwhile, Shockwave had woken up just a few seconds ago. He felt cold, tired...lonely. He felt around his body and tried not to press on his dents that Soundwave had given him. He rolled onto his back and put his hands on top of him. He found that nearly every move he made on the berth would hurt a lot. Just then, Starscream and Soundwave walked in to check up on him.

"Shockwave you okay?" Starscream asked.

Shockwave turned his head to him and held out a hand! Starscream raised an optic-brow.

"I'm sorry!" Shockwave said weakly.

Starscream smiled and glady shook Shockwave's hand.

"Apology accepted!" Starscream said.

"I'll get Knock Out and tell him you're awake!" Soundwave said rushing out.

Finally, later that day, Shockwave had been fully repaired and looked good as new. He, Starscream and Soundwave had developed a friendship and talked often. Shockwave often helped Soundwave with data pads, watched Starscream mock Megatron, and even helped out the eradicons when they needed it. He wasn't mean to them like most people were. The next day, history repeated itself, except with a few changes. Soundwave was once again in a room with a few other drones typing on his favorite computer to do research on. It was quiet, all that could be heard was the sound of claws tapping on buttons. The door of the room opened to reveal Shockwave. The drones looked at him. However, Shockwave didn't tell them to get out. He walked over to Soundwave who heard him come in. Shockwave, again, came up behind him and wrapped his claws on Soundwave's shoulders. This time, Soundwave didn't tense up.

"So Soundwave, how about a massage, for real this time!" Shockwave said gently clawing the top of Soundwave's shoulders.

"Yes, I would like that!" Soundwave said and Shockwave proceeded to do so.

**_The End!_**

**_I want to thank everyone who had read and reviewed this. I really appreciate how many people enjoyed this. It means a lot. And I hope this ended in a way that can be greatly accepted. Until my next story, see ya! _**


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